8-K
COMTECH TELECOMMUNICATIONS CORP /DE/ (CMTL)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
| FORM 8-K |
|---|
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| September 29, 2022 | 0-7928 | ||
|---|---|---|---|
| Date of Report <br>(Date of earliest event reported) | Commission File Number | (Exact name of registrant as specified in its charter) | |
| --- | Delaware | 11-2139466 | |
| --- | --- | ||
| (State or other jurisdiction of<br><br>incorporation or organization) | (I.R.S. Employer Identification Number) | 68 South Service Road, Suite 230<br><br>Melville, New York 11747 | |
| --- | |||
| (Address of Principal Executive Offices) (Zip Code) | |||
| (631) 962-7000 | |||
| (Registrant’s telephone number, including area code) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Securities registered pursuant to Section 12(b) of the Act: | ||
|---|---|---|
| Title of each class | Trading Symbol(s) | Name of exchange on which registered |
| Common Stock, par value $0.10 per share | CMTL | Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 
Item 7.01 Regulation FD Disclosure
In the fourth quarter of fiscal 2022, Comtech Telecommunications Corp. (the "Company") re-organized its business segments to better align them with end-markets for its products and services. The Company's businesses have been re-organized into two new reportable segments: “Satellite and Space Communications” and “Terrestrial and Wireless Networks.”
Exhibit 99.1 sets forth an unaudited recast of historical quarterly segment financial information, which was previously reported in the Company's public filings with the Securities and Exchange Commission, to correspond with the Company's new reportable operating segments.
Such unaudited historical quarterly segment financial information is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01 (including the exhibit hereto) relating to such unaudited historical quarterly segment financial information shall not be deemed filed under the Securities and Exchange Commission's rules and regulations and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Information presented in this Current Report on Form 8-K does not reflect events occurring after the filing of Company's Annual Report on Form 10-K for the fiscal year ended July 31, 2022, and should be read in conjunction with the Company's previously filed Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q related to fiscal years 2022 and 2021, Current Reports on Form 8-K and the Company's subsequent filings with the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Recast Historical Quarterly Segment Financial Information (Unaudited) |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Comtech Telecommunications Corp. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
COMTECH TELECOMMUNICATIONS CORP.
Dated: September 29, 2022
By: /s/ Michael A. Bondi
Name: Michael A. Bondi
Title: Chief Financial Officer
Document
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
Exhibit 99.1
Table of Contents
| Page | |
|---|---|
| Basis of Presentation | 2 |
| Recast segment financial information for the: | |
| Three months ended April 30, 2022 | 2 |
| Nine months ended April 30, 2022 | 3 |
| Three months ended January 31, 2022 | 3 |
| Six months ended January 31, 2022 | 4 |
| Three months ended October 31, 2021 | 4 |
| Three months ended April 30, 2021 | 5 |
| Nine months ended April 30, 2021 | 5 |
| Three months ended January 31, 2021 | 6 |
| Six months ended January 31, 2021 | 6 |
| Three months ended October 31, 2020 | 7 |
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
Basis of Presentation
In the fourth quarter of fiscal 2022, Comtech Telecommunications Corp. (the "Company") re-organized its business segments to better align them with end-markets for its products and services. The Company's businesses have been re-organized into two reportable segments: “Satellite and Space Communications” and “Terrestrial and Wireless Networks.”
The Company's chief operating decision maker ("CODM"), our Chief Executive Officer, primarily uses a metric that we refer to as Adjusted EBITDA to measure an operating segment’s performance and to make decisions about resources to be allocated. The Company's Adjusted EBITDA metric does not include any allocation of indirect expense, or any of the following: income taxes, interest (income) and other, change in fair value of the convertible preferred stock purchase option liability, write-off of deferred financing costs, interest expense, amortization of stock-based compensation, amortization of intangibles, depreciation expense, amortization of cost to fulfill assets, estimated contract settlement costs, settlement of intellectual property litigation, acquisition plan expenses, restructuring costs, COVID-19 related costs, strategic emerging technology costs (for next-generation satellite technology), facility exit costs, CEO transition costs, proxy solicitation costs, or strategic alternatives expenses and other. These items, while periodically affecting the Company's results, may vary significantly from period to period and may have a disproportionate effect in a given period, thereby affecting the comparability of results. Any amounts shown in the Adjusted EBITDA calculation for the Company's Satellite and Space Communications and Terrestrial and Wireless Networks segments are directly attributable to those segments. Adjusted EBITDA is also used by management in assessing the Company's operating results. Although closely aligned, the Company's definition of Adjusted EBITDA is different than the Consolidated EBITDA (as such term is defined in the Company's Credit Facility) utilized for financial covenant calculations and also may differ from the definition of EBITDA or Adjusted EBITDA used by other companies and, therefore, may not be comparable to similarly titled measures used by other companies.
The following schedules present the Company's unaudited historical quarterly segment information, which was recast to correspond with the Company’s current reporting structure, along with a reconciliation of segment net income and consolidated net income to Adjusted EBITDA:
| Three Months Ended April 30, 2022 | ||||||
|---|---|---|---|---|---|---|
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||
| Net sales | $ | 69,150,000 | 52,966,000 | — | $ | 122,116,000 |
| Operating (loss) income | $ | (120,000) | 4,616,000 | (5,062,000) | $ | (566,000) |
| Net income (loss) | $ | 297,000 | 4,502,000 | (4,824,000) | $ | (25,000) |
| Provision for (benefit from) income taxes | 59,000 | 98,000 | (928,000) | (771,000) | ||
| Interest (income) and other | (454,000) | 16,000 | (11,000) | (449,000) | ||
| Change in fair value of convertible preferred<br> stock purchase option liability | — | — | (302,000) | (302,000) | ||
| Interest expense | (22,000) | — | 1,003,000 | 981,000 | ||
| Amortization of costs to fulfill assets | 233,000 | — | — | 233,000 | ||
| Restructuring costs | 1,600,000 | — | — | 1,600,000 | ||
| COVID-19 related costs | 115,000 | — | — | 115,000 | ||
| Strategic emerging technology costs | 912,000 | — | — | 912,000 | ||
| Amortization of stock-based compensation | — | — | 1,071,000 | 1,071,000 | ||
| Amortization of intangibles | 1,828,000 | 3,521,000 | — | 5,349,000 | ||
| Depreciation | 846,000 | 1,588,000 | 48,000 | 2,482,000 | ||
| Adjusted EBITDA | $ | 5,414,000 | 9,725,000 | (3,943,000) | $ | 11,196,000 |
| Purchase of property, plant and equipment | $ | 2,297,000 | 3,311,000 | — | $ | 5,608,000 |
| Total assets at April 30, 2022 | $ | 485,620,000 | 469,075,000 | 28,942,000 | $ | 983,637,000 |
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
| Nine Months Ended April 30, 2022 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||||||||||
| Net sales | $ | 202,890,000 | 156,366,000 | — | $ | 359,256,000 | ||||||||
| Operating (loss) income | $ | (7,933,000) | 17,574,000 | (41,312,000) | $ | (31,671,000) | ||||||||
| Net (loss) income | $ | (7,285,000) | 17,445,000 | (38,043,000) | $ | (27,883,000) | ||||||||
| (Benefit from) provision for income taxes | (458,000) | 30,000 | (5,672,000) | (6,100,000) | ||||||||||
| Interest (income) and other | (287,000) | 98,000 | (71,000) | (260,000) | ||||||||||
| Change in fair value of convertible preferred<br> stock purchase option liability | — | — | (1,004,000) | (1,004,000) | ||||||||||
| Amortization of cost to fulfill assets | 233,000 | — | — | 233,000 | ||||||||||
| CEO transition costs | — | — | 13,554,000 | 13,554,000 | ||||||||||
| Proxy solicitation costs | — | — | 11,248,000 | 11,248,000 | ||||||||||
| Interest expense | 98,000 | — | 3,478,000 | 3,576,000 | ||||||||||
| Restructuring costs | 4,038,000 | — | — | 4,038,000 | ||||||||||
| COVID-19 related costs | 1,144,000 | — | — | 1,144,000 | ||||||||||
| Strategic emerging technology costs | 912,000 | — | — | 912,000 | ||||||||||
| Amortization of stock-based compensation | — | — | 3,975,000 | 3,975,000 | ||||||||||
| Amortization of intangibles | 5,484,000 | 10,563,000 | — | 16,047,000 | ||||||||||
| Depreciation | 2,444,000 | 4,462,000 | 151,000 | 7,057,000 | ||||||||||
| Adjusted EBITDA | $ | 6,323,000 | 32,598,000 | (12,384,000) | $ | 26,537,000 | ||||||||
| Purchase of property, plant and equipment | $ | 6,522,000 | 7,898,000 | — | $ | 14,420,000 | ||||||||
| Total assets at April 30, 2022 | $ | 485,620,000 | 469,075,000 | 28,942,000 | $ | 983,637,000 | Three Months Ended January 31, 2022 | |||||||
| --- | --- | --- | --- | --- | --- | --- | ||||||||
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||||||||||
| Net sales | $ | 69,180,000 | 51,201,000 | — | $ | 120,381,000 | ||||||||
| Operating (loss) income | $ | (2,500,000) | 6,856,000 | (28,946,000) | $ | (24,590,000) | ||||||||
| Net (loss) income | $ | (2,508,000) | 6,965,000 | (26,331,000) | $ | (21,874,000) | ||||||||
| Provision for (benefit from) income taxes | 82,000 | (209,000) | (3,149,000) | (3,276,000) | ||||||||||
| Interest (income) and other | (80,000) | 100,000 | (50,000) | (30,000) | ||||||||||
| Interest expense | 6,000 | — | 982,000 | 988,000 | ||||||||||
| Amortization of stock-based compensation | — | — | 1,983,000 | 1,983,000 | ||||||||||
| Amortization of intangibles | 1,828,000 | 3,521,000 | — | 5,349,000 | ||||||||||
| Depreciation | 773,000 | 1,510,000 | 51,000 | 2,334,000 | ||||||||||
| CEO transition costs | — | — | 13,554,000 | 13,554,000 | ||||||||||
| Change in fair value of convertible preferred<br> stock purchase option liability | — | — | (398,000) | (398,000) | ||||||||||
| Restructuring costs | 1,726,000 | — | — | 1,726,000 | ||||||||||
| COVID-19 related costs | 355,000 | — | — | 355,000 | ||||||||||
| Proxy solicitation costs | — | — | 9,086,000 | 9,086,000 | ||||||||||
| Adjusted EBITDA | $ | 2,182,000 | 11,887,000 | (4,272,000) | $ | 9,797,000 | ||||||||
| Purchase of property, plant and equipment | $ | 3,187,000 | 1,986,000 | — | $ | 5,173,000 | ||||||||
| Total assets at January 31, 2022 | $ | 482,989,000 | 485,155,000 | 26,710,000 | $ | 994,854,000 |
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
| Six Months Ended January 31, 2022 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||||||||||
| Net sales | $ | 133,740,000 | 103,400,000 | — | $ | 237,140,000 | ||||||||
| Operating (loss) income | $ | (7,813,000) | 12,958,000 | (36,250,000) | $ | (31,105,000) | ||||||||
| Net (loss) income | $ | (7,582,000) | 12,943,000 | (33,219,000) | $ | (27,858,000) | ||||||||
| (Benefit from) provision for income taxes | (517,000) | (68,000) | (4,744,000) | (5,329,000) | ||||||||||
| Interest (income) and other | 167,000 | 82,000 | (60,000) | 189,000 | ||||||||||
| Change in fair value of convertible preferred<br> stock purchase option liability | — | — | (702,000) | (702,000) | ||||||||||
| Interest expense | 120,000 | — | 2,475,000 | 2,595,000 | ||||||||||
| Amortization of stock-based compensation | — | — | 2,904,000 | 2,904,000 | ||||||||||
| Amortization of intangibles | 3,656,000 | 7,042,000 | — | 10,698,000 | ||||||||||
| Depreciation | 1,598,000 | 2,874,000 | 103,000 | 4,575,000 | ||||||||||
| CEO transition costs | — | — | 13,554,000 | 13,554,000 | ||||||||||
| Proxy solicitation costs | — | — | 11,248,000 | 11,248,000 | ||||||||||
| Restructuring costs | 2,438,000 | — | — | 2,438,000 | ||||||||||
| COVID-19 related costs | 1,029,000 | — | — | 1,029,000 | ||||||||||
| Adjusted EBITDA | $ | 909,000 | 22,873,000 | (8,441,000) | $ | 15,341,000 | ||||||||
| Purchase of property, plant and equipment | $ | 4,224,000 | 4,587,000 | — | $ | 8,811,000 | ||||||||
| Total assets at January 31, 2022 | $ | 482,989,000 | 485,155,000 | 26,710,000 | $ | 994,854,000 | Three Months Ended October 31, 2021 | |||||||
| --- | --- | --- | --- | --- | --- | --- | ||||||||
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||||||||||
| Net sales | $ | 64,560,000 | 52,199,000 | — | $ | 116,759,000 | ||||||||
| Operating (loss) income | $ | (5,313,000) | 6,102,000 | (7,304,000) | $ | (6,515,000) | ||||||||
| Net (loss) income | $ | (5,074,000) | 5,978,000 | (6,888,000) | $ | (5,984,000) | ||||||||
| (Benefit from) provision for income taxes | (599,000) | 141,000 | (1,595,000) | (2,053,000) | ||||||||||
| Interest (income) and other | 247,000 | (18,000) | (10,000) | 219,000 | ||||||||||
| Change in fair value of convertible preferred<br> stock purchase option liability | — | — | (304,000) | (304,000) | ||||||||||
| Interest expense | 114,000 | — | 1,493,000 | 1,607,000 | ||||||||||
| Amortization of stock-based compensation | — | — | 921,000 | 921,000 | ||||||||||
| Amortization of intangibles | 1,828,000 | 3,521,000 | — | 5,349,000 | ||||||||||
| Depreciation | 825,000 | 1,364,000 | 52,000 | 2,241,000 | ||||||||||
| Proxy solicitation costs | — | — | 2,162,000 | 2,162,000 | ||||||||||
| Restructuring costs | 712,000 | — | — | 712,000 | ||||||||||
| COVID-19 related costs | 674,000 | — | — | 674,000 | ||||||||||
| Adjusted EBITDA | $ | (1,273,000) | 10,986,000 | (4,169,000) | $ | 5,544,000 | ||||||||
| Purchase of property, plant and equipment | $ | 1,037,000 | 2,601,000 | — | $ | 3,638,000 | ||||||||
| Total assets at October 31, 2021 | $ | 485,087,000 | 471,858,000 | 26,044,000 | $ | 982,989,000 |
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
| Three Months Ended April 30, 2021 | ||||||
|---|---|---|---|---|---|---|
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||
| Net sales | $ | 83,340,000 | 56,036,000 | — | $ | 139,376,000 |
| Operating income (loss) | $ | 3,093,000 | 6,993,000 | (7,736,000) | $ | 2,350,000 |
| Net income (loss) | $ | 3,041,000 | 6,731,000 | (8,980,000) | $ | 792,000 |
| (Benefit from) provision for income taxes | (77,000) | 294,000 | 99,000 | 316,000 | ||
| Interest (income) and other | 126,000 | (32,000) | (370,000) | (276,000) | ||
| Interest expense | 3,000 | — | 1,515,000 | 1,518,000 | ||
| Amortization of stock-based compensation | — | — | 1,204,000 | 1,204,000 | ||
| Amortization of intangibles | 1,648,000 | 3,662,000 | — | 5,310,000 | ||
| Depreciation | 907,000 | 1,311,000 | 56,000 | 2,274,000 | ||
| Acquisition plan expenses | — | — | 5,267,000 | 5,267,000 | ||
| Restructuring costs | 594,000 | — | — | 594,000 | ||
| COVID-19 related costs | 416,000 | — | — | 416,000 | ||
| Strategic emerging technology costs | 315,000 | — | — | 315,000 | ||
| Adjusted EBITDA | $ | 6,973,000 | 11,966,000 | (1,209,000) | $ | 17,730,000 |
| Purchase of property, plant and equipment | $ | 2,168,000 | 2,380,000 | 3,000 | $ | 4,551,000 |
| Long-lived assets acquired in connection with<br> acquisitions | $ | 45,597,000 | — | — | $ | 45,597,000 |
| Total assets at April 30, 2021 | $ | 482,370,000 | 477,285,000 | 38,937,000 | $ | 998,592,000 |
| Nine Months Ended April 30, 2021 | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||
| Net sales | $ | 282,775,000 | 153,111,000 | — | $ | 435,886,000 |
| Operating income (loss) | $ | 16,809,000 | 19,443,000 | (114,216,000) | $ | (77,964,000) |
| Net income (loss) | $ | 16,985,000 | 18,771,000 | (116,599,000) | $ | (80,843,000) |
| (Benefit from) provision for income taxes | (431,000) | 792,000 | (2,439,000) | (2,078,000) | ||
| Interest (income) and other | 188,000 | (120,000) | (344,000) | (276,000) | ||
| Interest expense | 67,000 | — | 5,166,000 | 5,233,000 | ||
| Amortization of stock-based compensation | — | — | 3,190,000 | 3,190,000 | ||
| Amortization of intangibles | 3,867,000 | 11,804,000 | — | 15,671,000 | ||
| Depreciation | 2,973,000 | 4,021,000 | 289,000 | 7,283,000 | ||
| Acquisition plan expenses | — | (1,052,000) | 100,859,000 | 99,807,000 | ||
| Restructuring costs | 1,195,000 | — | — | 1,195,000 | ||
| COVID-19 related costs | 576,000 | — | — | 576,000 | ||
| Strategic emerging technology costs | 315,000 | — | — | 315,000 | ||
| Adjusted EBITDA | $ | 25,735,000 | 34,216,000 | (9,878,000) | $ | 50,073,000 |
| Purchase of property, plant and equipment | $ | 4,296,000 | 3,858,000 | 83,000 | $ | 8,237,000 |
| Long-lived assets acquired in connection with<br> acquisitions | $ | 48,040,000 | — | — | $ | 48,040,000 |
| Total assets at April 30, 2021 | $ | 482,370,000 | 477,285,000 | 38,937,000 | $ | 998,592,000 |
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
| Three Months Ended January 31, 2021 | ||||||
|---|---|---|---|---|---|---|
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||
| Net sales | $ | 113,650,000 | 47,642,000 | — | $ | 161,292,000 |
| Operating income (loss) | $ | 10,339,000 | 4,492,000 | (9,429,000) | $ | 5,402,000 |
| Net income (loss) | $ | 10,464,000 | 4,514,000 | (10,773,000) | $ | 4,205,000 |
| (Benefit from) provision for income taxes | (194,000) | 125,000 | (86,000) | (155,000) | ||
| Interest (income) and other | 66,000 | (148,000) | 16,000 | (66,000) | ||
| Interest expense | 4,000 | — | 1,414,000 | 1,418,000 | ||
| Amortization of stock-based compensation | — | — | 1,287,000 | 1,287,000 | ||
| Amortization of intangibles | 724,000 | 4,071,000 | — | 4,795,000 | ||
| Depreciation | 1,052,000 | 1,325,000 | 80,000 | 2,457,000 | ||
| Acquisition plan expenses | — | — | 3,357,000 | 3,357,000 | ||
| Restructuring costs | 601,000 | — | — | 601,000 | ||
| COVID-19 related costs | 160,000 | — | — | 160,000 | ||
| Adjusted EBITDA | $ | 12,877,000 | 9,887,000 | (4,705,000) | $ | 18,059,000 |
| Purchase of property, plant and equipment | $ | 1,674,000 | 1,122,000 | — | $ | 2,796,000 |
| Total assets at January 31, 2021 | $ | 441,991,000 | 470,836,000 | 33,768,000 | $ | 946,595,000 |
| Six Months Ended January 31, 2021 | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||
| Net sales | 199,435,000 | $ | 97,075,000 | — | $ | 296,510,000 |
| Operating income (loss) | 13,716,000 | $ | 12,450,000 | (106,480,000) | $ | (80,314,000) |
| Net income (loss) | 13,944,000 | $ | 12,040,000 | (107,619,000) | $ | (81,635,000) |
| (Benefit from) provision for income taxes | (354,000) | 498,000 | (2,538,000) | (2,394,000) | ||
| Interest (income) and other | 62,000 | (88,000) | 26,000 | — | ||
| Interest expense | 64,000 | — | 3,651,000 | 3,715,000 | ||
| Amortization of stock-based compensation | — | — | 1,986,000 | 1,986,000 | ||
| Amortization of intangibles | 2,219,000 | 8,142,000 | — | 10,361,000 | ||
| Depreciation | 2,066,000 | 2,710,000 | 233,000 | 5,009,000 | ||
| Acquisition plan expenses | — | (1,052,000) | 95,592,000 | 94,540,000 | ||
| Restructuring costs | 601,000 | — | — | 601,000 | ||
| COVID-19 related costs | 160,000 | — | — | 160,000 | ||
| Adjusted EBITDA | 18,762,000 | $ | 22,250,000 | (8,669,000) | $ | 32,343,000 |
| Purchase of property, plant and equipment | 2,128,000 | $ | 1,478,000 | 80,000 | $ | 3,686,000 |
| Total assets at January 31, 2021 | 441,991,000 | $ | 470,836,000 | 33,768,000 | $ | 946,595,000 |
COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES
RECAST HISTORICAL QUARTERLY SEGMENT FINANCIAL INFORMATION
(unaudited)
| Three Months Ended October 31, 2020 | ||||||
|---|---|---|---|---|---|---|
| Satellite and Space Communications | Terrestrial and Wireless Networks | Unallocated | Total | |||
| Net sales | $ | 85,785,000 | 49,433,000 | — | $ | 135,218,000 |
| Operating income (loss) | $ | 3,377,000 | 7,958,000 | (97,051,000) | $ | (85,716,000) |
| Net income (loss) | $ | 3,480,000 | 7,526,000 | (96,846,000) | $ | (85,840,000) |
| (Benefit from) provision for income taxes | (160,000) | 373,000 | (2,452,000) | (2,239,000) | ||
| Interest (income) and other | (4,000) | 60,000 | 10,000 | 66,000 | ||
| Interest expense | 60,000 | — | 2,237,000 | 2,297,000 | ||
| Amortization of stock-based compensation | — | — | 699,000 | 699,000 | ||
| Amortization of intangibles | 1,495,000 | 4,071,000 | — | 5,566,000 | ||
| Depreciation | 1,014,000 | 1,385,000 | 153,000 | 2,552,000 | ||
| Acquisition plan expenses | — | (1,052,000) | 92,235,000 | 91,183,000 | ||
| Adjusted EBITDA | $ | 5,885,000 | 12,363,000 | (3,964,000) | $ | 14,284,000 |
| Purchase of property, plant and equipment | $ | 454,000 | 356,000 | 80,000 | $ | 890,000 |
| Total assets at October 31, 2020 | $ | 419,165,000 | 465,271,000 | 34,075,000 | $ | 918,511,000 |
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